My Little Pony: The Dark Defender
by Alec the Dark Angel
Summary: There's a new threat in Equestria. And the return of an old foe will prove to be more difficult than the last time she arrived. How can Twilight and her friends defeat her this time if her defeat may result in the death of an innocent filly?
1. Pologue, Chapter 01

**My Little Pony: The Dark Defender**

**I've combined both the Prologue and Chapter 1 in a new format...And I don't like having the chapter title going automatically to "Chapter 5" by default when it's actually chapter 4 that I'm uploading. (Of course, I'll have to deal with that for a little while until I remove the preview chapter.)**

**~DISCLAIMER~**

**My Little Pony: Friendship is Magic and any related characters are owned by Hasbro. I only own my own OCs.**

* * *

><p><strong>~Prologue~<strong>

A bluish-purple pony...an alicorn with a flowing navy blue mane and tail, a necklace with a mark that matched her cutie mark, and a purple tiara was once again out on the balcony in the middle of the night. She was the master of the moon, represented by the crescent moon cutie mark on her flank. She was also the younger of two sisters. She was using her power to watch over Equestria. She has been doing this often recently because she was searching for somepony...somepony from long ago...somepony from before she became Nightmare Moon.

Little did she know that she herself was being watched as well. She was being watched by the older of the two siblings, a white alicorn with a pastel rainbow colored mane and tail that flowed like her sister's. She had a necklace that had a diamond making in it and a golden crown. She had a sun cutie mark on her flank. She was worried about her little sister. She seemed to be having trouble accepting the fact that it's been over 1,000 years. But the sun pony also understood why her little sister was having so much trouble adapting. After all, even she was having trouble letting go.

"You're looking for him again, aren't you, Luna?" the sun sibling asked as she walked up behind her.

"Big sister! I apologize if I have disturbed your slumber, Celestia," Luna replied, "How did you know what I was doing?"

"I've been watching you for many months now," Celestia admitted, "And I understand what you're going through. He was a good friend of mine as well...A little odd at times, but a good friend nonetheless. Of course he was more than just a 'good friend' to you, so I understand that it must be harder for you to accept. But the fact is that the accident happened before you even got your cutie mark."

"I know," Luna said as she managed to hold back her emotions for a few moments. But she couldn't hold it anymore and she broke down in tears. Celestia hugged her little sister in an attempt to help her feel better.

"It's almost time for me to raise the sun," Celestia said as she wiped away a from her little sister's cheek, "Afterwords, you should go to bed and get some well deserved rest. Some sleep should do you some good."

Luna nodded in agreement. After Luna lowered the moon and Celestia raised the sun, Luna went to her room and went to bed. She grabbed a box and opened it up. Inside, there was a dark red unicorn horn that was the size of a filly's horn. Then she fell asleep, exhausted from another night of her failed search.

"Sleep well, my sister," Celestia said quietly, "Fate has a funny way of playing itself out. As for me, I've got a busy day today. Including introducing Twilight Sparkle to a friend of mine."

**X~~~~~X**

In the shadow of a hill overlooking Canterlot was a black alicorn with a dark red mane and tail. His eyes were also dark red. His dark red horn had a crack where it appears to have broken once before. "She's getting ready for her return to this world," the dark alicorn said in a dark voice.

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><p><strong>~Chapter 1~<strong>

"Spike, aren't you done cleaning in there yet?" a purple unicorn with a darker purple mane and tail said. This was a powerful unicorn and Princess Celestia's own pupil, Twilight Sparkle, "SPIKE?" Twilight was just finishing neatening up her study.

"I just finished cleaning the floor of the upstairs...for the fourth time," a young purple dragon with green frills said in a sarcastic tone. He was coming down the stairs from the upper level of the library.

"Then maybe you should clean up a fifth time," Twilight said frantically, "Then make sure that all of the books are categorized, then alphabetized. And then-"

"TWILIGHT!" Spike shouted, snapping the frantic unicorn out of her frantic list checking, "You're overreacting...and over working me. And it's still only the morning, and princess Celestia isn't coming until this afternoon."

Twilight was frantic because of a letter that she received from Princess Celestia the day before...

_Dear Twilight Sparkle,  
>I have been keeping track of how well you have been doing as my pupil. I am also aware that your friends play a big part in your progress. However, I have also noticed that your social skills have not improved as much as I would've like to see from you. Although you do join your friends in social gatherings, you still spend the majority of your free time hidden away in your library.<br>I will be coming by tomorrow afternoon with somepony who may help you to be more social. And I'm sure the two of you will get along greatly  
>Sincerely,<br>Princess Celestia_

"I'm sorry, Spike. I just want everything to be absolutely perfect for when princess Celestia comes," Twilight said as she began to calm down, "But she's coming here with a social coach for me. And seeing as this is princess Celestia, she'll probably be bringing the best social coach in all of Canterlot. And I just want to appear welcoming."

"Then just be yourself," Spike suggested, "You're fine just the way you are. Besides, I'm sure princess Celestia expects to see you, not somepony trying to act like somepony else.

"Spike, since when did you become so wise?" Twilight asked sarcastically.

"I guess I learned from the best," Spike replied.

"Well, you can go rest now. You've earned it," Twilight said. After Spike went upstairs and into his bed, Twilight finished up her tidying up.

**X~~~~~X**

A cyan pegasus pony with a rainbow mane and tail was flying through the air at incredible speeds. She was flying toward a hut at the edge of the Everfree Forest.

"HEY FLUTTERSHY! ARE YOU READY TO GO TO TWILIGHT'S TO SEE PRINCESS CELESTIA?" the cyan pegasus called down to a yellow pegasus with a pink mane and tail who was standing just outside the hut.

"Well...uh...I don't know if I'm going to come," the pegasus named Fluttershy said softly but nervously.

"What? Why not?" the blue pegasus, who's name is Rainbow Dash, asked, "You don't want to look uncool in front of princess Celestia, do you?"

"Well...no..." Fluttershy replied, "But I won't look 'uncool' in front of princess Celestia if I'm NOT in front of her."

"You do know that she's bringing a social coach to help Twilight, right?" Rainbow Dash inquired, "Maybe you could ask the social coach for some help as well."

"I'd rather not intrude. Besides, the social coach is coming to help Twili-EEP!" Fluttershy was interrupted as Rainbow Dash, who was getting bored of waiting, grabbed Fluttershy by the hoof and flew off toward Twilight's library with Fluttershy in tow.

**X~~~~~X**

"Sweetie Belle...Sweetie Belle, wake up," a white unicorn with a curly bluish-purple mane and tail said as she tried to nudge her little sister awake. Her little sister, Sweetie Belle, was a light gray unicorn filly with a light purple mane and tail.

It was already late in the morning. The unicorn was worried about her little sister because for about a week, she hasn't been sleeping well. Sweetie Belle woke up with a groan, "R-Rarity?" Sweetie Belle groaned, "Is it morning already?"

"It's already late morning," Rarity said, getting slightly frustrated, not at her little sister, but at the situation itself, "I'll go down and heat up your breakfast." Rarity had made Sweetie Belle breakfast. But since it was almost three hours ago, it was now cold.

Sweetie Belle groggily dragged herself out of bed as Rarity went downstairs. Rarity didn't show it in front of her sister, but she was really worried about her. Sweetie Belle is known for her...well...sweet personality. But her troubled sleeping seemed to have taken that sweet expression from her. And this troubled Rarity.

Rarity put the now cold hash browns and eggs in the microwave and set it for a few minutes. As it was heating up, Sweetie Belle came dragging her hooves down the stairs, still half asleep.

"Sweetie Belle, may I speak with you?" Rarity asked with concern, "I'm getting worried about your sleeping problems. Is there something wrong with you that you're not telling me about? Maybe a fight with your friends, a bad dream, anything?"

"No," Sweetie Belle simply.

"Are you sure nothing's wrong?" Rarity pressed on, "Are you having trouble with anypony at school? Anything?"

"**I SAID NOTHING'S WRONG!"** Sweetie Belle suddenly snapped, receiving a shocked look from both of the sisters. Sweetie Belle then lowered her head in shame, "I-I'm sorry. I d-didn't mean t-to..."

"That's quite alright, deary," the fashionista pony said sympathetically, "Losing a good night's sleep can make anypony irritable. And you've gone a long time without a good night's sleep."

***DING***

Rarity took the food out of the microwave and set it in front of Sweetie Belle, who began eating in a lethargic manner. That was when there was a knock on the door. Rarity went to answer the door, "Hello, and welcome to..." Rarity began to greet before she realized who it was, "Oh, Applejack. What are you doing he-"

Rarity was interrupted by a creamy yellow earth pony filly with a red mane and tail and a big pink bow running inside, "SWEETIE BELLE!" the young filly exclaimed as she tackled Sweetie Belle in excitement.

"Sorry 'bout dat, Rare," an orange earth pony with a yellow mane and tail and a cowpony hat said in a southern accent, "We wer goin' over ta Twi's since princess C'lestia's comin'. Apple Bloom wan'ed ta see Sweetie Belle of course, so we decided ta stop bai."

"I'm surprised Scootaloo isn't here," Rarity said, "Isn't she usually wi-"

"COMING THROUGH!" a reddish orange pegasus filly with a purple mane and tail shouted as she came bolting through on her scooter, also tackling Sweetie Belle.

"The least you can do is not ride your scooter in here!" Rarity scowled.

"Does'at answer yer question?" the cowpony named Applejack asked sarcastically.

Suddenly, a shout of terror came out of the kitchen, "AJ, AH THINK AH KILLED SWEETIE BELLE!" Apple Bloom shouted in fear.

Applejack and Rarity ran into the kitchen to see what was wrong, "Calm down, sis. Sweetie Belle ain't dead. She's jus' sleepin'," Applejack said as she noticed the white filly's chest rising and falling, "But why she's sleepin' this late in da mornin' is a mystery ta me."

"Sweetie Belle hasn't been sleeping well lately," Rarity explained, "So she's been taking any chance she can get to get some rest."

"Come to think of it, I have noticed that she's seemed rather out of it in school," Scootaloo said, "There had been times where she's even fallen asleep in class."

"She's been getting' teased 'bout it. But she's either 'sleep when they're teasin' her or she's jus' too tahred to care," Apple Bloom added.

"Well maybe Twi knows a spell er a potion ta help'er get some shut eye," Applejack suggested, "Er maybe even princess C'lestia could help."

"Good idea," the fashionista pony said. Then with the help of her magic, she lifted Sweetie Belle onto her back and they headed out towards Twilight's home.

**X~~~~~X**

Twilight had just finished preparing for princess Celestia's arrival. Of course she constantly had to keep track of herself to try not to over do it like Spike had said.

"Princess Celestia will be arriving soon," Twilight said to herself, seeing as it was now the afternoon. Although, it was still early in the afternoon. But Twilight knew that it was better to be safe than sorry, seeing that she didn't know when in the afternoon Celestia would be arriving. "How do I look, Spike?"

"You look fine as always," the baby dragon said. But his attention was drawn to his rumbling stomach, "But can we eat something? We haven't even had lunch yet."

"That sounds like a swell ahdea," Applejack said as she walked right in with Rarity, Scootaloo, Apple Bloom, and the sleeping Sweetie Bell.

Twilight was surprised to see them, since she wasn't expecting them to come. Or at least she didn't expect them to just walk right in like that. But before she could question their sudden arrival, she noticed Sweetie Belle sleeping on her big sister's back, "Is Sweetie Belle okay?" Twilight asked.

"She's just asleep," Rarity pointed out, "But that's why I'm here. For the past week, Sweetie Belle hasn't been sleeping well."

"Well, what's the problem?" Twilight asked.

"We don't know," Rarity sighed, "It's not school troubles. She didn't have a fight with her friends...did she?" Rarity looked at Scootaloo and Apple Bloom who just shook their heads.

"Well, is she having nightmares?" Twilight asked.

"No," Rarity said, "Or at least, she doesn't remember having nightmares. So can you help her?"

"I'm sorry, Rarity. But unless I know what the problem is, I can't help her," Twilight said, "However, if you do manage to find out what the problem is, I know several spells and potions that can help her-" Twilight was interrupted by the sound of a book falling off of one of the shelves. She went to go put it away. But before she closed the book, she saw what was on the page. "I think I got it!"

"Got what?" Applejack asked.

"This book is called 'Temporary Solutions'. This is a spell called 'The Good Night's Sleep Spell'," Twilight said, "It says here that it can turn ten minutes of sleep into ten hours worth of rest. Like the book implies, it's only a temporary solution. So she'll have to come back every day if she wants to be rested when she sleeps. At least until we can figure out what the problem is and can come up with a permanent solution."

"Well then, please help her," Rarity pleaded.

"Alright," Twilight said, "Just give me ten minutes with her." Twilight then levitated the sleeping filly to the couch. Then she started to use her magic on the filly.

Suddenly, Rainbow Dash and Fluttershy came zooming through the door. Twilight however kept her focus on Sweetie Belle. "Hey, squirt!" Rainbow Dash said as she looked at Scootaloo, "Have you and the other Cutie Mark Crusaders caused any destruction lately?"

"Hey, we don't cause destruction!" Scootaloo argued.

"Yeah, you do," Rainbow Dash, Twilight, Rarity, and Applejack said in unison.

"We know you don't do it on purpose," Fluttershy said in her usual quiet tone.

"I assume you've all come to see princess Celestia?" Twilight asked, not taking her attention off of Sweetie Belle.

"Well technically, Rainbow Dash just dragged me here," Fluttershy said in a way as if she was trying not to hurt her friend's feelings.

"But where's Pinkie Pie? Shouldn't we expect her to be here as well?" Rainbow Dash wondered, "I mean, she knows about princess Celestia's arrival as well, doesn't she?"

"As long as I can take care of Sweetie Belle, I don't mind if she's late," Twilight said, sounding unintentionally rude. She didn't mean it the way it sounded. Her bluntness was the result of most of her focus being on performing the spell.

Applejack was a little suspicious though, "Don't anypony think it's strange that that specific book happened ta fall off da shelf an' land on that specific page?" the cowpony asked.

"Does it really matter?" Rarity asked, "As long as it helps my little sister, I don't care if it was just a fluke accident or if there was some sort of supernatural cause."

"Ah guess yer right," Applejack said, "Ah s'pose if it wer a specter of some kind, it's obviously tryin' to help Sweetie Belle."

"Supernatural? Specter?" Fluttershy whimpered, "You're not trying to say that this is the work of a g...g...ghost, are you?" Fluttershy was obviously terrified at the thought of a ghost.

"Don't be silly," Twilight said, "There's no such things as ghosts."

"Then maybe you should tell that to the ghost," Rainbow Dash said sarcastically.

"EEP!"

***THUMP***

Fluttershy had suddenly fainted from fear.

"Dashie, why did you have to go and make Fluttershy faint?" a pink earth pony with a pink cotton candy like mane and tail.

"I'm assuming you're here to see princess Celestia as well?" Twilight inquired.

"Oooh! What are you doing with Sweetie Belle?" the pink pony asked.

"I'm glad to see you, Pinkie Pie. But please don't distract me. I need to focus just for a few more minutes," Twilight said to the pink pony, "Sweetie Belle has been having trouble sleeping. So I'm casting a spell to give her a full night's sleep in just ten minutes. And I'm almost done."

"Why is she having trouble sleeping? Maybe a party could make her better," Pinkie Pie said.

"We don't know what's wrong with my little sister," Rarity said, "But I don't think a party will help her."

Pinkie had somewhat of a glazed over look on her face, "What did you say?" Pinkie asked, almost as if she were in a trance.

"I didn't mean it like that," Rarity said, "Your parties are great for raising spirit and the mood in general. But parties can't heal medical issues."

Pinkie was still having trouble understanding. She just didn't seem to understand that parties can't fix everything. But decided to trust Rarity's judgment, "Okie dokie lokie!" the hyperactive pink pony chirped.

Sweetie Belle's eyes suddenly shot open. She seemed rather disoriented though. "Uh...wha...what happened?" Sweetie Belle asked.

"Well, me and Scootaloo decided to tackle ya when we came bai," Apple Bloom said, "Then when you wer layin' on the floor, you d'cided ta take a nap."

"And Apple Bloom here thought that she killed you," Scootaloo added.

"Hey! You thought ah killed 'er too!" Apple Bloom countered.

"But the important thing is that Sweetie Belle is alive and well. Am I right?" the sun princess, Celestia asked.

"Princess Celestia!" Twilight exclaimed as she realized the princess was standing in the doorway.

"And that was the 'Good Night's Sleep' spell, was it not?" Celestia asked, "That was clever of you to think of that spell to help. Even if it's only a temporary solution."

"Well...I didn't really think of it myself," the purple bookworm pony admitted, "One of my books fell off the shelf, my 'Temporary Solutions' book. And when it fell, the page it landed on happened to be 'The Good Night's Sleep' spell. So really, it was just a lucky accident."

"Perhaps. Or perhaps there was something more to it," Celestia said, "But that's not what I'm here for."

"That's right!" Twilight said, "So...who did you bring to help me?"

"Come on in here, Daxelia!" princess Celestia called out the door she came in through. On command, a pony came in...but it wasn't somepony that Twilight was expecting. It was a little unicorn filly who was no older than the Cutie Mark Crusaders. She had a silvery gray coat with a smooth and sleek white mane and tail with a small blue bow at the end of her mane. She wore a golden bracelet with an aquamarine imbedded in it on her right foreleg. But the most noticeable part about her was her eyes. They were two different colors. Her left eye was a light blue color, but her right eye was silver.

Twilight could sense something special about the filly's right eye. But she couldn't quite explain what it was that she was sensing. But before she questioned what she sensed, she went back to her original topic.

"Excuse me, princess. But where is the social coach you said you'd be bringing?" Twilight inquired.

"If you remember, I said I'd be bringing somepony to help you be more social," princess Celestia said, "But I never said anything about bringing a social coach." Celestia gave a sly grin. She may have been the ruler of all of Equestria, but she always enjoyed seeing Twilight's reaction to her cryptic letters.

"But...How is this filly supposed to help me be more social?" Twilight asked, now getting slightly frustrated. Celestia then took Twilight outside to speak with her.

While Celestia was speaking with Twilight, the rest of the group was getting to know the silver unicorn filly named Daxelia. "So...what was yer name again, lil filly?" Applejack asked.

"My name is Daxelia," the silver filly replied.

"Well it's nice to meet ya, Dax!" Rainbow Dash exclaimed, giving the filly a nickname. This got a smile out of the silver filly.

"So, where are you from, Daxeela?" Pinkie Pie said, mispronouncing Daxelia's name, "Where you born in Canterlot? Who are your parents? OOOH! Is princess Celestia you mommy? Do you like parties? What about pets? Do you have any pets?" Pinkie Pie's onslaught of questions obviously was overwhelming Dax.

"Pinkie Pie, one question at a time," Rarity said, trying to get the pink party pony to back off, "I'm sorry about that, Daxelia. Pinkie Pie is hyperactive and can go over the top at times. Let me introduce myself. My name is Rarity, and I am the owner of the Carousel Boutique. If you ever want a stylish dress, I'm the one you want to come to."

"An' if yer ever in the mood fer an apple treat, whether it be apple cider, apple fritters, apple pie, caramel apples, an' anythin' else, come by Sweet Apple Acres. Mah name's Applejack, an' that there's mah lil sis, Apple Bloom. And that's Rare's lil sis, Sweetie Belle, an' that there's Scootaloo."

"Scootaloo is my little cuz!" Rainbow Dash said.

"Uh...hi. I'm...Flrshy..." Fluttershy said shyly.

"What was that?" Daxelia asked, surprised that there was somepony here that was more nervous than she was.

"I'm...Flttrshy," Fluttershy repeated.

"Her name is Fluttershy," Scootaloo said, "She's better with animals than she is with ponies. But don't get on her bad side though. She has managed to take down a Cockatrice just by staring at it."

"Yah know, it's no use tellin' that ta Dax. The onla way ta b'lieve it is ta see it fer herself," Apple Bloom said.

Dax looked at the Scootaloo curiously as if trying to decide whether to believe her story about the Cockatrice or not. Then she turned back to Fluttershy, "Is your mother's name Barricade?" she asked.

"How did you know my mom's name?" Fluttershy asked shyly.

"Ah bet she has them fancy mind readin' talents," Applejack said.

"Actually, Fluttershy looks allot like one of the royal guards," Dax said, "Her name is Barricade. And not only is she known for having a build that could put even the stallion to shame, but she's known for having a glare that legend says could even make the princess herself to submit to her will."

"No offense, Fluttershy. But doesn't sound anything like what Fluttershy's mom would should like," Rainbow said, "But I gotta admit that having a mom like that would be AWESOME!"

"Well actually...that _is_ my mother," Fluttershy told Rainbow, "My mother _is_ a member of the royal guards. And everyone tells me that I get my looks from her...except I have my father's wings."

"You're dad had girly wings?" Rainbow laughed.

"No. My father's a pegasus," Fluttershy said, "My mother's an earth pony."

"I'm sure that little Daxelia's story about Fluttershy's mother staring down princess Celestia herself was over-exaggerated though," Rarity said, "Who told you such an outrageous story?"

"I did," princess Celestia said as she walked in, causing everypony's jaws to drop, "Barricade has never actually 'stared me down'. But I do know what she can do. And let's just say, from what I've heard of what Fluttershy can do, I'd rather not test what her mother could do." At that comment, a bold prideful look spread across the yellow pegasus' face. A look like that on Fluttershy was certainly a rare occasion, and once again caused everypony's jaws to drop.

"Oh...uh...sorry," Fluttershy said as her face returned to it's normal shy expression, the bold pride being replace with a light blush, "It's just that...well...I'm really proud of my mother."

"Well, Sugarcube, yer ma is a member of the royal guards," Applejack said, "You have ev'ry right to be proud a' her!"

"So what did princess Celestia want to talk to you about," Rarity asked Twilight.

"Well, she asked me to...to take care of Dax," Twilight said, "She said that it would help me be more responsible."

"I don't see why _you_ need to be thought responsibility," Rarity said, "You're one of the most responsible ponies I've ever met. And besides, wouldn't Spike have taken the place of someone to be responsible for?"

"That's what I thought. But princess Celestia thinks otherwise," Twilight said, "She told me to consider this as 'research' of what it's like to have a little sister. And...I can never say no to research." Twilight said as shyly as Fluttershy would.

"I'm sorry I can't stay longer. But it is time for to take my leave," Celestia said, "Good bye, Twilight. And to the rest of you." With that said, Celestia then headed on her way back to Canterlot.

"Twilightnowhasalittlesister!Nowwe'vegottahavea'TwilightNowHasALittleSister'party!" Pinkie Pie said, all in one breath, bouncing around hyperactive.

"Well, we better get goin'," Applejack said, "C'mon, Apple Bloom. Let's go."

"Awe, can't we stay a lil while long?" Apple Bloom whined.

"Yeah, sis. Can we?" Sweetie Belle asked, "We want to stay and play with Dax some more."

Rarity, as strict as she usually was, couldn't say no to her little sister's smiling face. Especially since she hasn't seen it for a week, "Well, I suppose it's alright," the fashionista pony answered.

"As long as Twi's alright with it," Applejack added.

All four fillies turned to Twilight and looked at her with puppy-dog eyes, "Alright. You can stay," Twilight giggled, smiling at the four faces.

"Don't be rough'n her up too much though," Rainbow Dash said, ruffling up Stootaloo's mane.

"I'm not making any promises," Scootaloo replied.

"Just be back home by dinner time, Sweetie," Rarity said.

"You too, Apple Bloom," Applejack added.

"Don't worry, I'll have them all back by dinner time," Twilight said as the rest of them left...all except for Pinkie, "And Pinkie, I'll be looking forward to your party for Daxelia. But can it wait until next weekend? Tomorrow will be her first day at her new school after all."

"Okie dokie lokie!" Pinkie exclaimed, "That'll just give me more time to make plans! See you later, Daxeela!" With that said, Pinkie Pie hopped out the door.

"How long did it take you ponies to get used to her?" Dax asked.

"We'll let ya know when we actually do get used to her," Scootaloo said.

* * *

><p><strong>What do you all think about Pinkie Pie pronouncing Daxelia's name wrong (Daxeela)? And yes, this is the same Daxelia that is also a dragoness in my Spyro fics. Dax has been "bonified ponified"! (And if anyone can manage to get that reference, I'll give them 1.9 million e-cookies.)<strong>

****The concept for Barricade belongs to KnightMysterio on FIMFiction . net.**  
><strong>

**~The Dark Pony, Alec~**


	2. Chapter 02

**My Little Pony: The Dark Defender**

**And here it is, the next chapter. This chapter focuses more on Dax's back story.**

**~DISCLAIMER~**

**My Little Pony: Friendship is Magic and any related characters are owned by Hasbro. I only own my own OCs.**

* * *

><p><strong>~Chapter 2~<strong>

"So, Dax, where are you from?" Sccotaloo asked Dax curiously.

"I was originally from Fillydelphia," Dax replied, "But then Princess Tia took me to Canterlot to live with her in the castle."

"Princess Tia?" Sweetie Belle asked.

"Princess Celstia," Dax replied, mispronouncing Celestia's name.

"Don'cha mean 'Celestia'?" Apple Bloom asked.

"That's what I said. Celstia," Dax said.

Twilight couldn't help but giggle at Dax's inability to pronounce 'Celestia', "Why don't the four of you go play a game," Twilight suggested with a smile.

"Hey Dax, do you know how to play hide-and-seek?" Scootaloo exclaimed.

"That was one of my favorite games to play with princess Tia and princess Luny!" Dax replied equally as excited. The four fillies then ran off to play their game.

As Twilight watched the fillies have fun, her mind went back to what princess Celestia had told her about Dax...

**X~Flashback~X**

"Come on in here, Daxelia!" princess Celestia called out the door she came in through. On command, a pony came in...but it wasn't somepony that Twilight was expecting. It was the little unicorn filly, Daxelia. Her left eye was a light blue color, but her right eye was silver.

Twilight could sense something special about the Daxelia's right eye. But she couldn't quite explain what it was that she was sensing. But before she questioned what she sensed, she went back to her original topic.

"Excuse me, princess. But where is the social coach you said you'd be bringing?" Twilight inquired.

"If you remember, I said I'd be bringing somepony to help you be more social," princess Celestia said, "But I never said anything about bringing a social coach." Celestia gave a sly grin. She may have been the ruler of all of Equestria, but she always enjoyed seeing Twilight's reaction to her cryptic letters.

"But...How is this filly supposed to help me be more social?" Twilight asked, now getting slightly frustrated.

"Twilight, would you come with me?" Celestia asked only to Twilight, "I need to speak to you about little Daxelia." Twilight nodded and Celestia took Twilight outside to speak with her.

"Is everything okay? Is something bothering you?" Twilight asked.

"Well, I'm alright. But I've been worried about my sister," Celestia said, "Every night, she...well...let's just say that she's having trouble letting go of the past. I need to make sure that she's alright and doesn't try something stupid. But I can't do that and look after Daxelia as well. And that combined with ruling Equestria isn't as easy as I make it appear."

"But, Daxelia's parents can take care of her, can't they?" Twilight asked curiously.

"Actually, that's what I wanted to speak to you about," Celestia sighed, "Daxelia...is an orphan. On one of my trips to western Fillydelphia, where one of our friends were born and raised, I came across an old playground. Our friend spent most of his days there. In the jungle gym, I almost overlooked a young silver filly."

"Daxelia?" Twilight asked.

"Correct. I saw her just sitting there, crying," Celestia continued, "I also noticed that she was very dirty and malnourished. When I asked her where her parents were, she just cried even more. I offered to get her something to eat. She accepted without hesitation. After she was fed, she was feeling better and was able to tell me that her parents died in an accident nearly a year earlier."

"That's horrible!" Twilight said.

"She was also in need of medical attention," Celestia said, "I took her to the Canterlot hospital. If I haven't have come when I did, Daxelia may not have made it. She had a temperature of 106. When she was better, I offered for her to stay with me."

"Poor filly," Twilight said, "But why did you bring her to me?"

"There are a couple of reasons for that," Celestia said, "I already told you that with all I have to do, taking care of Daxelia would be too much for me to handle. But I also think that this will help you be more responsible."

"But I thought that you thought that I was responsible," Twilight said.

"Well, there are different types of responsibility," Celestia said, "I see you as being responsible in the sense of being organized. But you don't know about the responsibility of caring for a living being."

"But what about Spike?" Twilight asked, "I raised him, and I take care of him."

"Well, that's only partly true," Celestia said, "You raised Spike with _my_ help. And now he's able to take care of himself, so you don't really have to do much. But have you ever had to protect someone like an older sibling would protect their younger sibling?"

"Well...no. I was an only child," Twilight said.

"But haven't you ever wanted to know what it was like to have a little sister?" Celestia said, making Twilight think, "Think of it like this. This will be like a study of what it's like to have a little sister."

Almost instantaneously, Twilight said, "I'LL DO IT!"

"One more thing I should mention," Celestia said, "Daxelia has never been able to say my name right. She kept saying Celstia whenever she tried saying my name. So she has gotten used to calling me Tia. And she also calls Luna 'Luny'. I'm not sure if it's a speech impediment, or just one of those little filly traits. She may grow out of it though."

"I think she may grow out of it," Twilight smiled, "Between you and me, I used to call milk 'malk'."

"I think you were still saying 'malk' when I took you in as my protege," Celestia grinned, "But try not to bring up the subject of Dax's parents around her though. It's still a sensitive subject for her."

"Alright," Twilight nodded.

"I'm sure that little Daxelia's story about Fluttershy's mother staring down princess Celestia herself was over-exaggerated though," the two ponies heard Rarity say as they were heading back in, "Who told you such an outrageous story?"

"I did," Celestia said as she walked in with Twilight, causing everypony's jaws to drop.

**X~End Flashback~X**

As Twilight watched the fillies play, her thoughts were interrupted by Spike, "Hey, Twilight, you okay?" Spike asked, "You seem distracted."

"Oh, it's nothing," Twilight said, shaking her thoughts out of her head, "I was just thinking back on what Celstia told me." Suddenly, Spike covered his muzzle as he tried not to laugh, "What's so funny?"

"You just called Celestia 'Celstia'!" Spike snickered before he burst out laughing. Twilight just grinned sheepishly, a bright crimson hue on her cheeks.

**X~~~~~X**

After a few hours of playing, it was finally time for the Cutie Mark Crusaders to go home. And it was good timing too, seeing as they all were exhausted, "Alright, it's time for you all to go home," Twilight said.

"AWWWW!" the four fillies whined.

"I'm sorry, but I told the others I'd have you back by dinner time," Twilight said, "And it's almost that time. I'll walk you home. That way, Daxelia can come so you can at least spend a little more time with her."

The fillies nodded in defeat and they all headed out of the library. But before they left, Twilight asked Spike to make a bed for Dax with one of his older beds. Once he agreed, Twilight then left.

The first to be dropped off was Sweetie Belle, since the Carousel Boutique was the closest. After saying their good byes, they headed off to Sugar Cube Corner, where Rainbow Dash picked up Scootaloo. Afterwords, they finally headed to Sweet Apple Acres to drop off Apple Bloom.

"Hey there, Twi," Applejack greeted, "Ah hope 'dat mah lil' sis and the others didn' cause too much trouble fer ya."

"No, of course not," Twilight smiled, "I think they were having to much fun to actually cause any trouble. Your sister and the others get along great with Daxelia."

Twilight and Applejack noticed Apple Bloom yawning, "Well it looks like you had an exitin' day," Applejack said, "An' it looks like mah lil' sis and the others really did a number on lil' Dax." Apple Bloom looked at Dax and giggled.

Twilight looked down at Dax, who had just fallen asleep. She then used her magic to lift up the sleeping filly and set her on Twilight's back, "I'd better be on my way then," Twilight said in a softer tone as to not wake the sleeping filly, "I have to put Daxelia to bed."

"Well alright," Applejack said, also in a quieter tone, "Ah'll see ya'll later then." Applejack and Apple Bloom then headed inside while Twilight, with Dax on her back, headed back to the library.

Once they reached the library, Twilight went in and used her magic to set Dax into the bed that Spike had set up. Then with her magic, she covered the little filly with a blue blanket.

"Hey Twilight?" Spike asked in a soft voice as to not wake up Dax, "Now that you have Dax to take care of, does that make me kinda like a 'big brother'?"

"I suppose you can look at it like that," Twilight replied, "But you do know that being a big brother means being responsible, right? You'll have to protect her from harm and be a good role model."

"Well then...I'll be the best big brother ever!" Spike said confidently while giving a salute.

Twilight and Spike were distracted when they noticed Dax was beginning to stir, "...mommy..." Dax mumbled in her sleep. Twilight couldn't hold back a tear from escaping her eye. She knew about her mother, and wanted to comfort the little filly. But she didn't know how.

Twilight couldn't help but feel that it was strange how she has only known Dax for a few hours, and yet she already had started a bond with her. Perhaps it was just knowing that she was an orphan that affected her. Nopony should ever have to see their parents die.

**X~~~~~X**

"Good evening, Luna," Celestia said as she walked up to her little sister, "Have you had any luck in your search?"

"To be honest, I have not started my search tonight," Luna admitted. She wanted desperately to continue searching. But regardless, she has come to the realization that she wasn't going to find him. Not in this way anyway. "What are you still doing up?"

"I couldn't sleep," Celestia said with a yawn.

"You miss her already, don't you?" Luna said, turning toward Celestia, "You miss her sleeping next to you in your bed."

"Well, you would too," Celestia said matter-of-factly, "But I think remembering how I found her is bothering me."

"Did you tell Twilight Sparkle about her parents?" Luna asked.

"Well, I didn't tell her everything I know," Celestia said, "I think she'd be worried about her enough with just the knowledge of her being an orphan. I don't think she needs to know..." The solar princess stopped in mid-sentence, unable to finish. Tears were beginning to roll down her cheeks.

"I understand, sister," Luna said, trying to comfort her sister, "But you have to remember, it's not your fault. You couldn't have done anything."

"But I watched then get murdered, and I didn't even do anything to try to stop it!" Celestia sobbed, her face in her hooves. Luna then nuzzled her big sister to try to comfort her.

"You couldn't have gotten to them in time," Luna said to try to reassure her sister, "Besides, you left her in good hooves. Twilight may not know it, but she has a motherly aura. She is very nurturing. You couldn't have left her with any of the others. Fluttershy is kind, but she's better with animals than with fillies. Applejack and the rest of the Apple family would be an adequate choice, but they would expect Daxelia to do work that she may not be able to do. Rarity would generously take her in, but with her job, she might not give her the attention that she needs. Rainbow Dash might be an adequate choice as well, but she's barely able to afford to take care of herself _and_ Scootaloo, so somepony else to take care of is out of the question. And Pinkie Pie...well...she's Pinkie Pie."

That last comment managed to encourage a giggle from Celestia, "I guess you're right, Luna," Celestia said, "And I am doing this for Twilight just as much as for Daxelia."

"That's the smile I like to see...Tia," Luna said with a smile, calling her sister by her nickname.

**X~~~~~X**

At the Carousel Boutique, upstairs in one of the bedrooms, Sweetie Belle was in her bed sleeping. But she wasn't sleeping peacefully. She was tossing and turning as she appeared to be having a nightmare of some sort.

* * *

><p><strong>I'm getting more into what happened to Dax's parents in this chapter. And it seems that Celestia feels guilty for witnessing what she did. And what's this about Rainbow Dash's and Scootaloo's living conditions? And what could Sweetie Belle be dreaming about?<strong>

**And I need some advice. I'm thinking of doing a one-shot of Dax's background about how she became an orphan and when Celestia took her in. 1) I want to know if that's a good idea. 2) If you would like to submit OCs to use in that one-shot (one of which being the murderer), please don't hesitate.**

**~The Dark Pony, Alec~**


	3. Chapter 03

**My Little Pony: The Dark Defender**

**In this chapter, you will start to understand Sweetie Belle's sleeping problems more. But there is still more to it than you may think.**

**And I haven't forgotten about Dax's back story. I'm still working on that. I just wanted to update this story as well.**

**~DISCLAIMER~**

**My Little Pony: Friendship is Magic and any related characters are owned by Hasbro. I only own my own OCs.**

* * *

><p><strong>~Chapter 3~<strong>

In the middle of the night, as Luna's moon shone down on the little town of Ponyville, everything seemed so peaceful. And for the most part that was true. However, a dark figure was standing on the Carousel Boutique, a dark red glow shining from his horn.

However, this was no unicorn. Even though this pony had a horn, there was something more to him than what meets the eye. And being as dark as he is, and in the shadows, and being the middle of the night with everypony asleep, (and being on top of the boutique where nopony can see him), nopony could get a good look at him...

...Well, almost nopony.

Suddenly, the glow from his horn stopped as if a connection was broken.

**X~~~~~X**

"R-Rarity? Can I sleep in here with you?" Sweetie Belle said, waking up the fashionista.

"Sweetie Belle?" Rarity said groggily, "What's the matter?"

"AAAHHHH!"

When Rarity got up and looked at Sweetie Belle, the said filly screamed in terror at what she saw. Rarity had her bluish green face mask on, one of her many nightly beauty rituals.

"Oh Sweetie Belle, relax. It's just me," Rarity said in an aggravated tone, not from being woken up...which didn't help her mood, but from the fact that Sweetie Belle has seen her like this 1,000 times and she still screams in terror, "Now, what's the matter, Sweetie Belle?"

"Can...Can I sleep in here with you?" Sweetie Belle asked reluctantly, "I...I think I had a nightmare."

"You _think_ you had a nightmare?" Rarity asked skeptically, "You either know you had a nightmare or you don't. There is no 'think'."

"But I don't know if I had a nightmare because I don't remember even dreaming," Sweetie Belle explained, trying to get her point across, "But I do remember waking up scared, like I woke up from a nightmare."

Rarity was still skeptical. But she was also too tired to argue with her little sister. And if she did have a nightmare, then they were one step closer to knowing what was causing her sleeping trouble, "Alright, come on," Rarity yawned as she patted the bed next to her, "I'll talk to Twilight tomorrow. And after school, maybe we can have you cured of your sleeping issues."

Sweetie Belle climbed into bed and snuggled up with her big sister. Rarity couldn't help but smile at how affectionate her little sister was with her. But it was a short lived experience as they both quickly fell asleep.

**X~~~~~X**

Luna was once again doing her nightly search. This time, she had been focusing her magic through the dark red horn that she kept in hopes of helping her to hone in on her target easier...if her target was in fact out there.

As Luna searched, she suddenly gasped in surprise when she had apparently found who she was looking for. She was about to leave to go meet up with who she found before she was stopped by her sister's voice, "Luna, where are you going?" Celestia asked.

"I have to go! I think I found him!" Luna exclaimed frantically.

This sudden news shocked Celestia, "You...When did...How is that..." Celestia stuttered.

"I used this to help hone in on him," Luna said, showing her sister the horn, "Please, I've got to go see him! I've finally found him, and I don't want to lose him again!"

"Alright. But I just want to warn you that it's possible that your search could've been incorrect," Celestia said, making sure that her little sister was prepared for the worst, "And if it's true and you did find him, remember that there's the possibility that he may not be the same. For all we know, he could've even become a supporter of Nightmare Moon, or even Discord."

"**NO! WE REFUSE TO BELIEVE THAT HE WOULD BECOME A FOLLOWER OF AN EVIL OF THAT KIND!"** Luna shouted in her royal Canterlot voice.

"I understand that it's hard to believe," Celestia said calmly, "I just want you to be prepared for the worst...just in case. Now go." Celestia then let Luna go to find the one that she had sensed with her magic.

_'Is it possible? Could he still be alive?'_ Celestia thought to herself.

Luna flew off toward Ponyville where she sensed the presence. To travel quicker, she also used her teleportation ability. She hated using it because it still resembles the teleportation ability that Nightmare Moon used. But she wanted to get to her destination as fast as she could. Thankfully, she only had to use it once. The rest of the trip was a short flight.

When Luna arrived in Ponyville, she softly landed on the rooftop of the Carousel Boutique. It was where she sensed the presence. But to her dismay, there was nopony else there. She used her magic to track where he might've went. But it failed. However, it did allow her to sense that somepony else was there recently. And it was the same presence that she sensed before.

Luna had also found a large black feather that was proof that who she was looking for was there. It bothered her that she had missed her chance to see him again. But there was something else in the back of her mind that was troubling her. Although she had no doubt that the presence she sensed was who she was looking for, there just seemed to be something...darker about his presence. It was an unsettling darkness, and a familiar one at that. It was a similar darkness to that of the cause of her own nightmares...Nightmare Moon, "I refuse to believe it. You are not evil. You cannot be evil...can you?" Luna asked out loud, unsure about herself.

Luna then picked up the black feather and headed back to Canterlot. But not before letting a tear escape her eye. She didn't even try to use her teleportation for two reasons. The first being that she felt uncomfortable with it. The second being that she just wanted some time to herself...to be alone with her thoughts.

Once Luna had left Ponyville, a dark figure, the same one who was on top of Carousel Boutique earlier, had walked out of the shadows. "Ah, Luna. The lunar princess," the dark figure began to speak in his dark voice, "And also the creator and previous host of the entity known as Nightmare Moon. Your will was strong enough to weaken Nightmare Moon to the point where the elements of harmony were able to defeat her. However, Nightmare Moon was not destroyed. And if she gets her way, she is going to return not only stronger than before, but in a host body who's will is weaker, making her that much stronger."

**X~~~~~X**

Luna's trip back to Canterlot castle was a long slow one. However, she only stopped once to focus on lowering the moon so that Celestia could raise the sun. By the time she finally reached Canterlot, the sun had been up for three hours already.

Luna had returned to the castle to find a worried Celestia waiting for her, "Luna, where have you been?" Celestia exclaimed in a tone that was a combination of worry and anger. But then she saw that her little sister's eyes were red and puffy, revealing that she had been crying. Celestia's expression soften and she went to give Luna a nuzzle to help lift her spirits, "You didn't find what you were looking for, did you?" Celestia asked in a soft tone.

"No. But I am certain that he was there," Luna said, surprising Celestia, "I sensed that he was there not long before I had arrived. And I even have proof that he was there." Luna then presented the black feather that she had found.

Celestia saw the feather and gasped. The feather had a unique design to it that she recognized as matching their friend's wings, "Only he had these kind of wings! Nopony else in Equestria has had wings as unique as his!" Celestia exclaimed, "And this is certainly an alicorn feather!" Celestia then got the box with the dark red horn inside of it. It gave off a gentle glow as Celestia brought the feather toward it. The leftover magic that was still in the horn was reacting to the black alicorn feather.

However, Celestia looked at Luna questioningly as this news didn't seem to cheer her up. "I'm worried that you may have been correct about him possibly turned evil," Luna said, her head still slumped, "The presence I felt was most definitely his. But it had a darkness that resembled that of Nightmare Moon."

"When I said that, I only wanted to make sure that you were prepared for the worst," Celestia said, "I never believed that the worst would actually be true." Celestia then hugged Luna to help comfort her. While in the embrace, she could feel just how exhausted her sister really was, "Luna, why don't you go to bed and get some rest."

"Alright," Luna simply said. She then trotted off to her room to get some much desired sleep.

* * *

><p><strong>I would've like it if this chapter were longer. But in my opinion, this was a short but strong chapter. And I believe that it has somewhat of an ominous feel to it.<strong>

**To all of the Luna fans out there, I'm sorry for raising her spirits then have them come crashing down like I did. Believe me when I say I don't like hurting people's feelings like that. I mainly did it to show how much she actually cares for her childhood friend.**

**~The Dark Pony, Alec~**


	4. Chapter 04

**My Little Pony: The Dark Defender**

**This chapter will be getting more into the plot of the story. I was gonna wait until later to start this plot point. But since I had nothing to fill the void until then, I just made then now.**

**~DISCLAIMER~**

**My Little Pony: Friendship is Magic and any related characters are owned by Hasbro. I only own my own OCs.**

* * *

><p><strong>~Chapter 4~<strong>

"So Sweetie Belle's sleeping problems are involved with nightmares then?" Twilight asked as she levitated a book over to her.

"Well, I'm not one hundred percent certain that it's a nightmare," Rarity replied, "You see, last night she came into my room asking to sleep with me. She claimed that she thought she had a nightmare."

"What do you mean she _thought_ she had a nightmare?" Twilight asked skeptically, "You either had a nightmare or you didn't. There is no _think_."

"That was my reaction as well," Rarity said, "But she claims that she has no memories of what she dreamt about."

"Well, to help her, I don't necessarily need to know what her nightmare was about," Twilight said, "And not being able to remember what your dream was about is common place in dreaming. I can just use a spell to-"

"Even if you don't remember what your dream was about, you still remember dreaming though, right?" Rarity interrupted, "But Sweetie Belle claims that she doesn't remember even having a dream. She just remembers waking up in fear as if she woke up from a nightmare."

"I've never heard of a case like that," Twilight said, "But I could use a spell to look into her mind to see what her dream was about."

"Thank you Twilight. I'll be glad once Sweetie Belle's sleeping is back to normal," Rarity said.

"I'm happy to help," Twilight said, "And I'm sure that she'll be glad as well."

**X~~~~~X**

"How about we let out new student read the history of dragons," Cheerilee said, motioning toward Dax, "Daxelia, it's page two eighty-four."

Dax went to page two eighty-four in her History book and began to speak, "Very little is known about dragons. Most of what is known are only from ponytales and stories," Dax spoke, "But what little that is known about dragons is that every year they partake in the great dragon migration. There is unknown what this migration is for. Some believe it's where dragons plan how they will get rid of ponies. Others believe that it is the time that they breed. And others believe that it might just be a big dragon convention. Once in a while during a dragon's life, they will go to sleep for a thousand years. This sleep can potentially be hazardous since dragons often breath smoke out of their nose while they sleep."

"Nicely done Da-"

"However, one of the main reasons not much is known about dragons is because most ponies are too afraid to even go near them if only just to study them," Dax continued, "Most ponies are afraid of the unknown. And because they don't know much about dragons, they fear them."

"Uh, Daxelia? That's eno-"

"Although dragons tend to have rather aggressive personalities, they aren't as bad as most ponies might think," Dax continued, "Ponies have had very little contact with dragons. And-"

"Daxelia, that's enough!" Cheerilee exclaimed, distracting Dax from her thoughts, "You've only been hear for half a day and you're already causing a ruckus."

"Oh...sorry miss Cheerilee," Dax apologized shyly, "I guess I got a little carried away."

"A little carried away? It's more like you were completely lost," Diamond Tiara criticized.

"Yeah. Where'd a blank flank like you hear such a ridiculous story about dragons?" Silver Spoon added.

"Well...I..." Dax stuttered.

"Silver Spoon, Diamond Tiara, if I've told you once, I've told you a thousand times. Don't call other ponies names!" Cheerilee scowled, "I actually think what she was saying was quite interesting. In fact, for some extra credit, I'd like to see a report on what Daxelia was talking about." Cheerilee then smiled at Dax.

Cheerilee's smile helped to give Dax confidence, "And if you must know, what I was saying about dragons is true," Dax said to Diamond Tiara and Silver Spoon, "Or at least I have a good source. Princess Celstia herself told it to me."

Dax puffed out her chest in pride. However, her pride was immediately broken when the entire class started laughing at her. "Yeah! Like a princess would ever get involved with a blank flank like you!" Diamond Tiara laughed, "How can you claim princess Celestia talked to you when you can't even get her name right?"

Tears were beginning to fill Dax's eyes as her ears folded back against her head in disappointment. It didn't take long before she ran out of the classroom crying.

"Alright everypony, settle down!" Cheerilee exclaimed in an attempted to get the foals to stop laughing, "I'll be right back! But when I come back, I want you all to behave!" Cheerilee then left the room to check on Dax.

Cheerilee found Dax curled up in the fetal position, crying her heart out. Cheerilee trotted over to her and put a hoof around her to comfort her. "I want my mommy," Dax whimpered.

"It's alright Daxelia. Don't be upset because of what Diamond Tiara and Silver Spoon say," Cheerilee said, "They are just a couple of bullies."

"It's not just that. It's that I can't say Celstia right," Dax whimpered, "I wasn't lying when I said princess Celstia told me that about dragons. Before I..."

"Princess Celestia was the one who's taking care of you, right?" Cheerilee asked, cutting off Dax.

"Well, she was. But she put me under her student, Twilight's care," Dax said through her tears, "But how did you..."

"I saw your bracelet," Cheerilee said, pointing to the bracelet on Dax's right hoof, "That bracelet is a sign of royalty, whether it be part of the royal family, or in your case, under the care of royalty. If I'm correct, Twilight chooses not to wear her's in public. But I do believe she has one. She is princess Celestia's own student after all. So is what you said about dragons really true?"

"I don't know," Dax said, feeling a little better, "I only know that it's what Tia told me."

"Tia?"

"Oh, I mean Celstia," Dax said, "I mean..."

"It's okay. I understand," Cheerilee said with a smile. It's hard not to smile at Dax's innocence, "So, do you think you're up to going back to class?"

Dax nodded with a small smile.

Meanwhile, back in the classroom, the Cutie Mark Crusaders were angry that the other classmates made their new friend upset like that. "Hey! Why're y'all laugh'n at Dax?" Apple Bloom shouted out, "Are y'all tell'n me that none o' y'all ever had any talk'n problems?"

"Maybe you're right," Diamond Tiara said, surprising everypony, "Maybe we should instead make fun of how your family talks!"

A look of rage spread across Apple Bloom's face. But it was quickly replaced by a smug grin, "Or maybe we should make fun o' how the reason yer family is rich is all cuz o' my family."

Diamond Tiara scowled at Apple Bloom. Diamond Tiara hated it when somepony got the better of her. And it wasn't often that anypony got the better of her like that.

That's when Cheerilee came back in with Dax, "Alright class. Let's continue where we left off," Cheerilee said.

**X~~~~~X**

"So, is all of what you said about dragons true?" Scootaloo asked as she left the school with Apple Bloom, Sweetie Belle, and Dax.

"I think so," Dax replied, "I don't know why Tia would lie about that."

"Maybe you could tell us more about dragons some time!" Scootaloo exclaimed.

"Hey Sweetie Belle, is somethin' wrong?" Apple Bloom asked. Sweetie Belle has been uncharacteristically quiet all day.

"Huh? Oh, I'm fine," Sweetie Belle said, a little distracted, "Actually, I'm excited about today. With Twilight's help, I may be able to have my sleeping problem cured."

"Really? How?"

"I think I might know what's been causing my sleeping problems," Sweetie Belle said, "I think I've been having nightmares."

"You _think_ you've been having nightmares?" Scootaloo asked skeptically, "You either know you had a nightmare or you don't."

"But that's the problem. I don't know," Sweetie Belle replied, "I woke up in the middle of the night in fear, as if I just woke up from a nightmare. But I don't even remember having a dream last night."

"That's strange," Apple Bloom said, "Ah don' always remember mah dreams. But ah still remember dream'n."

"Curing the sleeping problem won't be as easy as that," Dax said, almost in a trance like state.

"Why?" Scootaloo asked.

"Why what?" Dax asked, not remembering what she had just said.

"Why won't...oh, never mind," Scootaloo said, realizing that trying to made Dax remember what she was talking about was going to be a wasted effort.

"Once Sweetie Belle's all better, how 'bout we make Dax the newest member of the Cutie Mark Crusaders?" Apple Bloom suggested.

"Another member of the Cutie Mark Crusaders?" Rainbow Dash asked as she flew over to the four fillies, "I think that three already causes too much destruction. I don't think Ponyville can survive a fourth member."

"Hey Rainbow Dash! What are you doing here?" Scootaloo asked curiously.

"Twilight asked me to come get you," Rainbow Dash said, "Technically she only asked me to get Dax and Sweetie Belle. But since she assumed that the four of you would be found together, she just asked to get all of you."

Rainbow Dash then lead the group of four toward Twilight's library.

**X~~~~~X**

Near the edge of the Everfree Forest, Fluttershy was at her hut in the backyard. She was in the middle of her flower garden where all of the scents of the different flowers came together. It was the perfect spot to do what she was about to do. And nopony else knew she did what she does. Fluttershy sat down and closed her eyes as she began to meditate.

However, Fluttershy was unaware that she was not alone.

"Do your friends know what your doing?" Fluttershy heard a stallion's voice say, interrupting her meditation before she could really start. Fluttershy opened her eyes and looked around for the source of the voice. But she saw nopony around. So she closed her eyes again and restarted her meditation session. "Are you afraid that your friends will find out what this meditation is for? Is that why you told nopony about it?"

Fluttershy opened up her eyes and looked around again. The voice had a dark intimidating tone to it that filled her with a fear, "Who-Who's there?" she asked, "Wh-Where are you?"

"Ah yes. The famous fear of the flustered Fluttershy," the voice said in an almost amused tone, "If you must know where I am, look toward the forest." Fluttershy reluctantly did as she was told. As she looked toward the forest, at first she saw nopony there. But then she saw a pair of red eyes, followed by the form of a black pony who was using his magic to create an aura around him so that he couldn't be identified. All Fluttershy could make out clearly were his dark red eyes, his unnaturally black coat, his intimidating presence, and the fact that he was an alicorn.

"Who are you? What do you want?" Fluttershy squeaked.

"What a quiet timid little pony you are," the dark alicorn said as he trotted over to Fluttershy, "It completely contradicts the side of you that you are trying to suppress. What were to happen if you missed a meditation session?"

"I...I don't know what you're talking about," Fluttershy said unconvincingly.

"Oh you don't, do you?" the dark alicorn said, "What about the incident at the gala? Didn't you forget to meditate for a couple of days before the gala? Are you trying to convince me that your bout of rage at the gala wasn't related to your lack of meditation?"

"I was just getting frustrated that the animals in the garden didn't want to be my friend," Fluttershy said, trying to convince herself more than she was trying to convince the dark alicorn, "Who are you?"

"You will find out who I am soon enough," the dark alicorn said, "Your frustration at the animals was only a trigger. Not the actual cause. Anything could've set you off then. The animal just happen to be the victims that day. What would happen if I were to revert your mind back to before your therapy sessions?"

Fluttershy's eyes went wide as she remembered what it was like back then...what _she_ was like back then. That's when she felt the alicorn's magic in her mind. As this was happening, she felt herself becoming emotionally unstable. Once the alicorn was finished. She felt a familiar sensation, one that she thought she was rid of several years ago. She felt like a ticking time bomb that could go off at any moment.

"What...What did you do to me?" Fluttershy stammered, trying her best not to lose control.

"Don't worry. The affects are only temporary," the dark alicorn said, "But I know what you fear the most. And it's time that I see what your friends fear." The dark alicorn turned and walked toward Ponyville, a grin on his face as he knew what was coming next.

Fluttershy suddenly felt something inside of her snap. She lost control of her anger, "Don't you DARE do anything to my friends!" Fluttershy growled as she lunged at the alicorn. But he vanished into a black smoke, making her miss her target. Fluttershy had an expression of extreme rage on her face as she tried her best to regain control.

If Fluttershy could think clearly, she would be hoping that nopony else came by. She would've been afraid that she might hurt them...or worse.

**X~~~~~X**

"What is taking her so long?" Rarity said as she waited for her rainbow maned friend to return with the fillies, "I thought she took pride in her speed."

"Yeah, well you'd be slowed down too if you had to bring back the fillies," Rainbow Dash said as she walked through the door, "Besides, if anypony else had gone, they probably wouldn't have been here for another fifteen minutes."

"Well just as long as she's here, that's all that matters," Rarity said, "Can we start with...uh...whatever it is you're going to do?"

"Well, I first have to know what her nightmare was about," Twilight said, "But she doesn't remember what it was about, right?"

"I don't even remember dreaming last night," Sweetie Belle said, "In fact I don't remember ever dreaming since my sleeping problems started."

"Well I know a spell that will allow me to see into your subconscious mind," Twilight said, "And since dreams originate in the subconscious mind, I'll be able to see your nightmare and what it's about."

"Why do you need to know what her nightmare was about anyway?" Rainbow Dash asked.

"It makes the initial spell much easier," Twilight said, "It helps me to know what I'm getting rid of. This is a type of memory spell. So if I get the wrong memory, I could end up giving Sweetie Belle partial amnesia. And I doubt Rarity would want her little sister to lose all of her memories of her big sister."

"You could really do that?" Rarity asked.

"It's generally the same spell that I used to erase your memories of our battle with Discord," Twilight said, "Do you remember ever being corrupted by Discord?"

"What are you talking about? We were never corrupted," Rainbow Dash said.

"I rest my case," Twilight said smugly.

Twilight's horn began to glow as she prepared to look into Sweetie Belle's subconscious. "It's not going to work," Dax said. Scootaloo looked over and saw that Dax seemed to have a glazed over look in her eyes. But what caught her attention was that her silver eye seemed to be glowing.

As Twilight performed her spell, it seemed as if she was struggling. It was like her spell wasn't working...or rather, it wasn't getting through. Then there appeared to be some sort of magical discharge that blasted Twilight back into a book shelf...

**X~~~~~X**

Back at Sugar Cube Corner, Pinkie Pie was in the middle of baking cupcakes when her tail began twitching.

"Uh oh, twitchy twitchy!" Pinkie said as she quickly ducked underneath one of the tables. But nothing happened, "Huh... Was my Pinkie sense wrong?"

**X~~~~~X**

...The impact caused all of the books on the bookshelf to fall on top of Twilight.

"Twilight, are you alright?" Rarity asked as she and Rainbow Dash, along with the other fillies and Spike ran over to her.

"Uh...that wasn't supposed to happen..." Twilight said, still in a daze. As she got up, several books fell to the sides, "Something is blocking Sweetie Belle's subconscious memories. Some sort of magical barrier. And a really strong one at that."

"Can you break through that psychic barrier?" Rarity asked.

"I don't know. The only one I know who can make a psychic barrier that strong is princess Celestia," Twilight said, "But the magical aura is dark. Really really dark. And for some reason, I can't track who it is that cast this spell. And not even princess Celestia could make an anti-tracking spell that I couldn't break."

_'I could break this spell if I used my full power.'_ Twilight's voice said in her head.

_'No, I can't think like that! It's too dangerous! I can't do it!'_ Twilight argued with herself.

"Twilight, are you okay?" Rainbow Dash asked, noticing that Twilight went silent for a couple of moments.

"Uh, yeah, I'm fine," Twilight said, "But I'm afraid I won't be able to get into her subconscious. I could try the spell without it, but it's too risky."

"Thanks for at least trying," Rarity said.

"Hey Dax, are you okay?" Scootaloo asked Dax.

Dax suddenly snapped out of her trance, "Huh? What happened? Did it work?" Dax asked, unaware of what just happened.

Deciding to skip trying to tell Dax that she was in a trance, Scootaloo just went strait to what happened, "No. It didn't work," Scootaloo said, "Something was blocking Twilight from doing the spell."

Sweetie Belle was just sitting in the middle of the room, disappointed that she couldn't be cured of her sleeping problem. Rarity went over to her little sister to comfort her, "Everything will be alright. We'll find a way to cure you of your sleeping problem," Rarity said as she hugged Sweetie Belle.

"I have another idea," Twilight spoke up, "How about tonight Sweetie Belle and the others have a sleep over here? That way, when Sweetie Belle has her presumed nightmare, I can use my spell to see what it's about while she's dreaming."

"Normally I would say no to that since it's a school night," Rarity said, "But I suppose I can make an exception in this case."

"And it's cool with me if Scootaloo stays the night," Rainbow Dash said, "After all, it's for a good cause."

"Shouldn't she get permission from her parents?" Rarity asked.

"Oh...uh...well..." Rainbow Dash stuttered, trying to think of an excuse, "I-I'll take full responsibility for Scootaloo! Yeah, just in case her parents don't approve."

"Wow, Rainbow Dash! That's really...responsible of you," Twilight said, noting the rainbow maned pegasus' uncharacteristically responsible act.

"A little too responsible if you ask me," Rarity said skeptically, "In fact, I don't believe we've ever met Scootaloo's parents. Or yours as a matter of fact."

Rainbow Dash began backing up toward the door nervously, "Oh, well...I'd better be off to...uh...tell Scootaloo's parents were she is!" Rainbow Dash said nervously, beads of sweat beginning to form on her brow, "Yeah, that's right! I shouldn't keep her parents waiting!" Almost immediately, Rainbow Dash bolted out the door.

"Well, that was odd," Twilight mentioned.

"Odd? That was downright rude!" Rarity exclaimed, "But I suppose I shouldn't expect anything less from a ruffian like her."

"But didn't you notice that she seemed to act strangely when we mentioned her parents?" Twilight asked, "It was like she was trying to avoid the topic or something."

"Ah'll have ta ask mah sis if ah can stay too," Apple Bloom said.

"Hurry back!" Dax said as Apple Bloom left. They four fillies didn't really say their goodbyes since they all just assumed Applejack would say yes.

Rainbow Dash had calmed down and slowed her pace. She was glad that she had dodged a bullet. But as she was flying, she found that she had stopped moving forward. Something was holding her in place. When she looked at her wings, she saw a dark red glow around them. No longer under her control, her wings tucked to their sides and she fell twenty feet to the ground.

**X~~~~~X**

"OW!" Rainbow Dash exclaimed as she rubbed her flank, "What the hay just..." Rainbow Dash stopped what she was saying when she saw a jet black alicorn with dark red eyes in front of her. He was using his magic to distort his form, making him unidentifiable.

"So this is the pegasus who was top of her class in the Cloudsdale flight academy," the dark alicorn said, "I expected something more."

"What's that supposed to mean?" Rainbow Dash asked.

"I'm not saying you're not as fast as you claim. You are famous for your Sonic Rainboom after all," the alicorn said, "I'm just saying that I expected more. I expected somepony who didn't have to fend for herself."

"How do you know about that?" Rainbow Dash snapped as she was pacing around the alicorn.

"I know allot about you, and how you desperately don't want anypony to know the truth of why you haven't been accepted into the Wonderbolts, even though you are more than talented enough to be one," the alicorn said, "And it's this reason why you have a form of Terraphobia."

"Terrawhatsit?" Rainbow Dash asked as she continued to pace around the alicorn.

"Terraphobia...a fear of the ground," the alicorn said, "In fact, you're showing the signs of your Terraphobia right now. It's a minor case. But you're incapable of standing still on the ground."

"I can so stand still!" Rainbow Dash exclaimed defensively.

"Then why are you still pacing?" the alicorn asked with a smug grin, "I dare you to stand in one spot, and not moving for more than ten seconds."

"That's easy!" Rainbow Dash said. She then stopped her pacing and stood in place in front of the alicorn.

"One...two...three..." as the alicorn counted, Rainbow Dash was already becoming antsy and was starting to sweat, "...four...five...six..." Rainbow Dash was beginning to panic, her eyes darting back and forth, her heart rate and breathing quickening, "...seven...eight...nine..."

"I CAN'T DO IT!" Rainbow Dash cried as she ran in any which way...just as long as she was in motion.

"I'll give you credit. You lasted longer than I anticipated," the alicorn said, "But you just have a simple phobia, like Fluttershy's Dracophobia. However, your phobia stems from an incident in your past...an accident. And it had to do with not moving."

"No...please don't make me remember that!" Rainbow Dash panicked, "I've tried for years to forget about that!"

Rainbow Dash had officially broken down into a panic attack. The alicorn had lifted her up and set her down on a cloud that he had pulled down with his magic. He then left the cyan pegasus trembling in fear.

* * *

><p><strong>What's the deal with this dark alicorn? Who is he? And what is he doing? And what about Fluttershy and Rainbow Dash? What is it about their pasts that they want to hide from everypony else? Who are Rainbow Dash's parents? Who are Scootaloo's parents? Where are their parents? Why does Dax say "Celstia" instead of "Celestia"? And who let the dogs out?<strong>

**Anyways, it seems that this dark alicorn who shale not be named yet (when did this turn into My Little Potter?) not only knows a pony's fears, but can make them live their fears. And it seems that these fears are secrets that they're hiding even from their friends.**

**I was gonna have Rainbow Dash's fear something else. But I decided that what I went with was better. I will however use RD's original fear for somepony else...but who? And RD's fear is perhaps the most unique among the mane 6.**

**Can anypony find the reference I used (the one that I can remember anyway)? Here's a hint... I used it several times.**

**And of course, I just couldn't resist adding in the Pinkie sense in that scene.**

**Terraphobia – Fear of being on the ground  
>Dracophobia – Fear of dragons<strong>

**~The Pony of Darkness, Alec~**


	5. Chapter 05

**My Little Pony: The Dark Defender**

**I'll start off with what the reference I made in the last chapter was. It was a Star Wars reference from The Empire Strikes Back. It was a reference to the scene when Luke was training with Yoda. When Luke says he'll try, Yoda says "Do, or do not. There is no try." I've been having several ponies respond to Sweetie Belle thinking she had a nightmare by saying "You either know you had a nightmare, or you don't. There is no think."**

**With that out of the way, let's continue with the actual story.**

**~DISCLAIMER~**

**My Little Pony: Friendship is Magic and any related characters are owned by Hasbro. I only own my own OCs.**

* * *

><p><strong>~Chapter 5~<strong>

Pinkie Pie was in the nursery pulling a blanket over the now sleeping Cake twins, "Sweet dreams little Cakes," Pinkie said quietly before leaving them to take their nap.

At that moment, Mr. and Mrs. Cake had returned to a clean home once again. Pinkie Pie has proven just how responsible she is when she's foalsitting their children, "Once again, you've done a great job taking care of the twins for us," Mr. Cake said.

"I'm sure that you must be tired after taking care of them. We know how much of a hoof full they can be," Mrs. Cake added.

"It's not that bad! It takes allot more than a couple of foals to drain my energy!" Pinkie Pie exclaimed before remembering that the twins were taking a nap, "I'm just glad that they're potty trained now. No more changing stinky diapers."

"We couldn't agree with you more," Mrs. Cake agreed with a smile, "I assume that now you're off to see your friends again?"

"Well of course I am! After all, I consider all of Ponyville as my friends!" Pinkie said. Then she hopped out of Sugarcube Corner. As she was hopping down the road, she ran... or rather, hopped into Applejack, "Oh, hi Applejack! Whacha doin?"

"Well, ah was jus' on mah way ta Sugarcube Corner ta see if ya needed any o' mah help foalsittin' the twins," Applejack said.

"Nope! I was able to handle them all my myself!" Pinkie Pie said, "Just like I did last time, and the time before that, and the time before that, and the ti-"

"Ah get the message. You can handle them on yer own," Applejack said, interrupting Pinkie's...list, "But ya don't have ta need the help in order to accept it. Havin' somepony there to help ya out helps ta lighten the load. I know first hoof that ya can handle the twins on yer own. An' besides, when have you ever turned down a chance to spend time with yer friends?"

"Oh, so you were just coming by to visit me?" Pinkie Pie squealed.

"Well, that an' seein' how the twins're doin'," Applejack said, "Are they talk'n yet?"

"No! But they are potty trained now!" Pinkie exclaimed, "No more stinky diapers!"

"Ah guess ah also wanted to help foalsit because ah miss when Apple Bloom was a foal," Applejack said with a subtle laugh, "Ah could do without the dirty dahpers though."

"Well, if you miss having a foal around, then why not have one?" Pinkie asked, causing Applejack's jaw to drop, "Find yourself a stallion and then you can be a mommy! Just as long as you promise we'll still be friends afterwords."

"A-Ah don' think ah'll be doin' anythin' like that fer a while," Applejack said nervously, surprised that Pinkie would suggest something like that. Pinkie's bluntness however did not surprise her, "Maybe at some point ah'll find a stallion. But fer now, ah've got the family business ta worry 'bout. An' that'll take up allot o' time fer me ta be able ta take care of a lil foal. But no matter what, ah'll always be yer friend."

"Well, I could always be your foalsitter!" Pinkie exclaimed.

As the two ponies talked about foals, Apple Bloom ran into them while on the way home to see Applejack, "Oh, hi...AJ! Ah was...jus' on mah way...ta see ya!" Apple Bloom said as she panted.

"Oh, really? What 'bout?" Applejack asked.

"Well, Sweetie Belle and Scootaloo are spendin' the night at Twilight's. An' ah wanted ta ask ya if ah could spend the night too," Apple Bloom said.

"It's a school night! Why would Rarity an' Scootaloo's parents let them spend the night?" Applejack questioned skeptically.

"It's fer Sweetie Belle. In order to cure her of her sleepin' problem, Twilight has to know what her nightmare is about. So she's gonna watch Sweetie Belle's dream while she's dreamin'," Apple Bloom explained.

"Well...alright. But be a good lil filly and obey anythin' Twilight tells ya," Applejack said, "An' make sure ya get ta school on time."

"Ah will! Thanks sis!" Apple Bloom said as she ran back down the road that she came from.

"So, what were we talkin' about?" Applejack asked as she returned to her previous conversation with Pinkie Pie.

**X~~~~~X**

Rarity was currently in the spa...no surprise there. Today was her day to spend a spa day with Fluttershy. Sweetie Belle staying at Twilight's was a good excuse to go while making sure somepony was watching her. However, Rarity was getting concerned. She had been waiting in the hot tub for nearly a half an hour. Fluttershy has been late before, but no more than maybe fifteen minutes. The only other time she didn't meet her without letting her know was when she was a model for Photo Finish.

Rarity knew that Fluttershy wasn't much of a 'spa pony'. But she also knew that she would never intentionally bale on her friends. So Rarity decided to put the spa treatment on hold and see if there was something wrong with her friend, "Can you be a dear and put my spa treatment on hold while I see where my friend is?" Rarity asked the spa worker.

"It will cost extra to hold your reservation," the spa worker said.

"Thank you, deary," Rarity said as she headed out to check on Fluttershy.

As she walked down the road to the edge of Ponyville, she noticed Applejack and Pinkie Pie talking. But she just passed them by...but Pinkie Pie wasn't going to let her pass them by that easily.

"Where are you going?" Pinkie Pie asked as she just appeared in front of Rarity's face seemingly out of nowhere.

"If you must know, I'm on my way to Fluttershy's to see if she's alright," Rarity answered.

"Ta see if she's alright?" Applejack repeated, "Why wouldn' she be alright?"

"She didn't meet me at the spa today. And she would never intentionally bale on her friends. Not at least without letting us know the reason anyway," Rarity said.

"Well, we're comin' too," Applejack said, "If somethin' is wrong, ah'd like ta help in any way ah can."

"Maybe all she needs is a PARTY!" Pinkie Pie shouted.

"You think the cure for everything is a party," Rarity said.

As the trio headed up to Fluttershy's cottage, Rarity knocked on the door. But there was no answer. "Hey, do ya hear that?" Applejack asked. Pinkie and Rarity quieted down to hear what it was that Applejack heard.

"It sounds like...crying," Rarity said, hearing a soft sobbing noise.

"Oh no! Is it Fluttershy who's crying?" Pinkie exclaimed, "Who would DARE make Fluttershy cry?"

"Let's just go see what's wrong first," Rarity said. The trio then headed to the backyard. There they saw Fluttershy, who was indeed crying, "Fluttershy, what's the matter deary?"

Fluttershy's head shot up in surprise at the sound of Rarity's voice. She didn't want anypony to see her like this, let alone her friends, "R-Rarity? What are you doing here?"

"When you didn't arrive at the spa, I became concerned," Rarity replied, "And it looks to me like that there's a reason to be concerned. Is something wrong, deary?"

"_Are you afraid that your friends will find out what this meditation is for? Is that why you told nopony about it?"_ The dark alicorn's words echoed in Fluttershy's head.

"N-No, I'm fine," Fluttershy said shakily, sniffling as she did so, "It was just...a bad memory. A memory I haven't thought about in a long time." Although it wasn't the full truth, Fluttershy wasn't lying about what happened being a bad memory. But she still refused to let her friends know about her secret.

"Are ya sure it's nothin'?" Applejack questioned, "Do ya wanna talk 'bout it?"

"I-I'd rather not," Fluttershy said.

"Are ya sure? Sometimes talkin' helps ta..."

"I SAID I DON'T WANT TO TALK ABOUT IT!" Fluttershy suddenly snapped in a rage. Surprised by her own reaction, she then ran back inside.

Rarity, Applejack, and Pinkie Pie were all stunned to say the least. It was one thing to be assertive. And Fluttershy being assertive was shocking in itself. But to be so aggressive...that just wasn't Fluttershy.

The three of them were just standing there, frozen in shock for several minutes before Pinkie Pie was able to snap herself out of it, "Was that Fluttershy?" Pinkie asked. Her voice managed to snap the other two back to reality.

"I...I don't know," Rarity said, "But one thing is for certain. There is definitely something wrong." Rarity then headed toward the cottage before being stopped by Applejack.

"Now hold on there, sugarcube," Applejack said, "Ah wanna help Fluttershy jus' as much as you. But ah have a feelin' that we should give 'er some time 'lone ta cool down."

Rarity hated the aspect of leaving Fluttershy in this condition. But when she saw in Applejack's eyes how serious she was, she had no choice but the trust her.

"I think Fluttershy's afraid of something," Pinkie pointed out. But before the other two could ask what she meant, Pinkie was already gone.

**X~~~~~X**

Later, Pinkie noticed that the part of town she was in seemed empty. It may not have been the busiest part of Ponyville, but it was never barren like this...unless it was in the middle of the night when everypony's asleep.

"Hello? Is anypony here?" Pinkie called out, "Where is everypony?"

"Ah, yes. The pink part pony, Pinkie Pie," a dark voice said from behind Pinkie. The pink pony spun around to see a dark alicorn that was hidden by a magical aura. It was the same alicorn that had visited Fluttershy and Rainbow Dash, "Or should I say Pinkamina Diane Pie?"

"H-How do you know that name?" Pinkie asked, fear beginning to spread through her, "And where is everypony?"

"Don't worry about them. They are all safe. I just wanted to make sure that our meeting was private...alone," the alicorn said, "But then again, you're afraid to be alone, aren't you?"

"I-I don't know what you mean. I know how to concur my fears," Pinkie said.

"I know that you know how to overcome your fears," the alicorn said, "But what if you don't have the resources to do it? You're afraid to be alone. You're afraid because it will bring out the other side of you. Your bright and cheery side is Pinkie Pie. But when you feel alone, you become Pinkamina Diane Pie...your darker side."

"No...You're wrong!" Pinkie said, her mane and tail begin to deflate slightly as her bright pink color began to dull, "I have my friends! I'm never alone!"

"Where are your friends now?" the alicorn asked, "The only ones here are me and you. But what will happen to you if I left?" The alicorn then suddenly disappeared, leaving Pinkie all alone. After he left, his voice spoke out, "You're like the yellow pegasus. You fear yourself, the part of you that represents a part of your past."

Pinkie was trying not to let her fear of being alone get to her. But it was a lost cause as her mane and tail completely deflated and her coloration becoming dull and dark.

The dull pink pony lowered her head in sorrow, "My friends abandoned me?" Pinkamina asked rhetorically.

**X~~~~~X**

As Apple Bloom arrived at the library, she flopped down on the ground and panted as she knocked on the door. It was Dax who opened the door with Sweetie Belle and Scootaloo behind her, "I...I can...I can..." Apple Bloom said before she just passed out.

"TWILIGHT, I THINK SOMETHING'S WRONG WITH APPLE BLOOM!" Dax called out in fear.

"What's wrong?" Twilight asked as she ran to the door. Then her expression calmed down, "Oh, don't worry. Apple Bloom is just tired. She must've been running too much."

"So does that mean that for now we let her take a little nap?" Spike asked.

"For now," Twilight said as she used her magic to move Apple Bloom to the couch, "I won't be able to help Sweetie Belle until later. So until it's time to go to sleep, I have a few games you can play." Twilight then brought out a few intellectual games for the cutie mark crusaders to play.

"Was there anypony who didn't see this coming?" Scootaloo asked. Dax reluctantly raised a hoof in response. "Well, if we're gonna play an intellectual game, we might as well play one that feels like we're having fun. Let's play Trivial Ponysuit."

Sweetie Belle then got the said game and set it up.

**X~~~~~X**

"Ah hope ah made th' right choice in lett'n Apple Bloom spen' th' night at Twi's," Applejack wondered, questioning her decision as she was heading back to the farm, "What 'n tarnation am ah worryin' 'bout? Twi's one o' th' most reliable friends ah have! An' if anypony'll get 'er ta school on time, it's Twi!"

"How certain are you of that though," a dark voice said from behind Applejack. The apple farmer spun around to see who was there. But she found nopony. When she turned around to head back home however, she spotted a dark alicorn, most of his features hidden by a magical spell...and he was wearing Applejack's stetson hat, "Or rather, if you weren't certain of yourself, how willing would you be to admit it?"

"Who d' ya think you are?" Applejack scowled, "An' what do ya think yer doin' with mah hat?"

"That's right. You are quite protective of your hat, aren't you?" the alicorn asked, "Or should I say, your father's hat? The last gift that your father gave you before he passed away."

"How'd ya know 'bout that?" Applejack accused.

"I know about every pony's death that happens in Equestria," the alicorn explained, "But that's not the point. You have pride in the Apple family and in yourself. Pride can be a good thing...sometimes. But pride can also cause one's downfall. But you already know about that, don't you?"

"Would ya get to th' point b'fore I buck ya from here to Manehatten?" Applejack said, her patients running thin.

"Fine. I also know that you connect your pride to this hat," the alicorn said, motioning to the hat, "Your father gave you the hat while your mother told you to have pride in yourself and in your family. But before you were given this hat and connected your pride to it, what were you like?"

AJ's eyes shrunk as she realized what the alicorn was talking about. But she didn't want to admit it, "Ah...Ah don' know what yer..."

"Why are you even bothering trying to lie about it?" the alicorn asked, "You're the element of honesty after all. So unless Discord messed with your head again, it will be allot easier to just be honest with yourself."

"Ah...Ah was..." AJ began.

"You don't have to tell me. I already know," the alicorn said, "Just as long as your honest with yourself. But I that you're afraid to be without your father's hat...am I right?" The alicorn grinned before the stetson hat went up in black flames.

"Mah...mah..." the apple farmer stuttered, her eyes filling with tears of sorrow and fear.

"Don't worry about the hat. You'll find it in your room back home," the alicorn said as he walked away, "The question is, how capable are you of getting home without the comfort of your father's gift with you?" The alicorn then vanished in a puff of black smoke.

"Ah...Ah can d-do this. It's jus' a hat after all," Applejack tried to convince herself. But for some reason, everything around her seemed so much more intimidating to her. She then laid down on the ground in fear like a scared little filly, "Ah want mah mommy..."

* * *

><p><strong>In the last chapter in the AN, I make a comment asking "And who let the dogs out?". I'm suddenly tempted to make a spoof about that comment using the Diamond Dogs.**

**I noticed that Applejack's fear was made a bit obvious. Just considering that I didn't know what I was originally going to do for her fear, let's just say for thinking of it off the top of my head, it could've been allot worse. As for Pinkie's fear, like Fluttershy, she fears herself...or rather, her past self. Pinkie fears Pinkamina. It could've been worse though. I could've had her fear Zalgy Cake (and if anybody can get that reference...well...congrats to you).**

**All that's left is to reveal Rarity's fear and Twilight's fear. Anybody want to try and guess what their fears are? Specifically Rarity? (But seriously, I'm not quite sure what I'm gonna do for Rarity's fear. So I'm open to suggestions.)**

**~The Pony of Darkness, Alec~**


End file.
